Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 10)*
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Cano Health, Inc.
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(Name of Issuer)
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Class A common stock, $0.0001 par value per share
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(Title of Class of Securities)
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13781Y103
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(CUSIP Number)
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Michael Racich
1601 Washington Avenue, Suite 800
Miami Beach, Florida 33139
(203) 422-7718
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
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July 17, 2023
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(Date of Event which Requires Filing of this Statement)
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If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f)
or 13d-1(g), check the following box. ☐
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties
to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which
would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
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CUSIP No. 13781Y103
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2 of 3 Pages
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SCHEDULE 13D
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This Amendment No. 10 to Schedule 13D (this “Amendment No. 10”) is being filed with respect to the shares of Class A Common Stock, $0.0001 par value per share (the “Common Stock”) of
Cano Health, Inc., a Delaware corporation (the “Issuer”), to amend the Schedule 13D filed with the U.S. Securities and Exchange Commission (the “SEC”) on June 14, 2021 (as amended by Amendment No. 1 thereto filed on July 27, 2021,
Amendment No. 2 thereto filed on March 31, 2023, Amendment No. 3 thereto filed on April 3, 2023, Amendment No. 4 thereto filed on April 10, 2023, Amendment No. 5 thereto filed on April 18, 2023, Amendment No. 6 thereto filed on April 27, 2023,
Amendment No. 7 thereto filed on May 3, 2023, Amendment No. 8 thereto filed on May 15, 2023, Amendment No. 9 thereto filed on May 19, 2023 and this Amendment No. 10, the “Schedule 13D” or this “Statement”). Capitalized terms used but
not otherwise defined herein have the meanings ascribed to such terms in the Schedule 13D.
This Amendment No. 10 is being filed to amend Item 4 and Item 7 of the Schedule 13D as follows:
| Item 4. |
Purpose of Transaction.
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Item 4 of the Schedule 13D is hereby amended by adding the following thereto:
On July 17, 2023, the Former Directors issued a press release, a copy of which is attached as Exhibit O hereto and is incorporated herein by reference.
| Item 7. |
Material to Be Filed as Exhibits.
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Item 7 of the Schedule 13D is hereby amended by adding the following exhibit thereto:
O – Press Release, dated July 17, 2023.
[Signature page follows.]
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CUSIP No. 13781Y103
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3 of 3 Pages
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SCHEDULE 13D
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SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and
correct.
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Dated: July 19, 2023
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Barry Stuart Sternlicht
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By:
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/s/ Michael Racich, Attorney-in-Fact for Barry Stuart Sternlicht
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Barry S. Sternlicht
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INDEX TO EXHIBITS
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A
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Joint Filing Agreement, dated June 14, 2021.*
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B
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–
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Private Placement Warrants Purchase Agreement (incorporated by reference to Exhibit 10.1 of the Issuer’s current report on Form 8-K, filed with the SEC on May 18, 2020).*
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C
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–
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Form of Subscription Agreement (incorporated by reference to Exhibit 10.1 of the Issuer’s current report on Form 8-K, filed with the SEC on November 11, 2020).*
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D
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–
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Form of Investor Rights Agreement (incorporated by reference to Exhibit 10.2 of the Issuer’s current report on Form S-4/A, filed with the SEC on April 28, 2021).*
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E
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–
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Business Combination Agreement (incorporated by reference to Exhibit 2.1 of the Issuer’s current report on Form 8-K, filed with the SEC on November 11, 2020).*
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F
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–
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Sponsor Letter Agreement (incorporated by reference to Exhibit 10.2 of the Issuer’s current report on Form 8-K, filed with the SEC on November 11, 2020).*
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G
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–
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Resignation Letter, dated March 30, 2023, from the Reporting Person to the Board of Directors of Cano Health, Inc.*
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H
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–
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Group Agreement, dated as of April 2, 2023, among the Reporting Person and other parties identified therein.*
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I
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–
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Press Release, dated April 10, 2023.*
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J
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–
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Press Release, dated April 17, 2023.*
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K
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–
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Press Release, dated April 26, 2023.*
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L
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–
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Press Release and Letter, dated May 11, 2023.*
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M
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–
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Press Release, dated May 18, 2023.*
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N
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–
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Joint Filing and Solicitation Agreement, dated May 18, 2023.*
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–
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Press Release, dated July 17, 2023.
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* Previously filed.